Exhibit 107

 

Calculation of Filing Fee Tables

 

S-3

 

 

 

(Form Type)

 

Safe & Green Holdings Corp.

 

 

 

(Exact Name of Registrant as Specified in its Charter)

 

Table 1: Newly Registered Securities

 

Security
Type
   Security
Class Title
   Fee
Calculation
Rule
   Amount to be
Registered
   Proposed
Maximum
Offering
Price Per
Unit
   Proposed
Maximum
Aggregate
Offering
Price(1)(2)
   Fee
Rate
   Amount of
Registration
Fee
 
Equity  Common Stock, par value $0.01 per share  Rule 457(o)   -    -   $5,000,000(3)  $0.00014760   $   738 
Equity  Pre-Funded Warrants to purchase shares of Common Stock  Rule 457(g)   -    -   $ (4)     -      
Equity  Common Stock issuable upon exercise of the Pre-Funded Warrant  Rule 457(o)   -    -   $(3)   -      
Equity  Warrants to purchase shares of Common Stock  Rule 457(g)   -    -   $ (4)   -      
Equity  Common Stock issuable upon exercise of the Warrant  Rule 457(o)   -    -   $5,000,000   $0.00014760   $738 
Equity  Placement Agent’s warrants to purchase shares of Common Stock  Rule 457(g)   -    -    -    -   $37 
Equity  Common Stock issuable upon exercise of the Placement Agent’s Warrant  Rule 457(o)   -    -   $250,000   $0.00014760      
                                                          
Total Offering Amounts        $10,250,000        $1,513 
Total Fees Previously Paid                     
Total Fee Offsets                     
Net Fee Due                  $1,513 

 

(1)Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(o) under the Securities Act of 1933, as amended (the “Securities Act”).

(2)Pursuant to Rule 416(a) under the Securities Act, there are also being registered an indeterminable number of additional securities as may be issued to prevent dilution resulting from stock splits, stock dividends or similar transactions.

(3)The proposed maximum aggregate offering price of the Common Stock proposed to be sold in the offering will be reduced on a dollar-for-dollar basis based on the offering price of any pre-funded warrants sold in the offering, and, as such, the proposed maximum aggregate offering price of the Common Stock and Pre-Funded warrants (including the Common Stock issuable upon exercise of the Pre-Funded Warrants), if any, is $5,000,000.

(4)Pursuant to Rule 457(g) of the Securities Act, no separate registration fee is required for the warrants because the warrants are being registered in the same registration statement as the Common Stock issuable upon exercise of the warrants.

(5)Estimated solely for the purposes of calculating the registration fee pursuant to Rule 457(g) under the Securities Act. We have agreed to issue, upon the closing of this offering, placement agent’s warrants to A.G.P. (or its designees) entitling it to purchase up to 5.0% of the aggregate shares of Common Stock sold in this offering (including shares of Common Stock issuable pursuant to Pre-Funded Warrants sold in this offering). We have calculated the proposed maximum aggregate offering price of the Common Stock underlying the representative’s warrants by assuming that such warrants are exercisable at a price per share equal to the public offering price per share of Common Stock and accompanying Warrant.